Changes
by DarkenedWaters
Summary: Some changes occur during Lily Evans' seventh year at Hogwarts. An angry ex-best friend, illegal kitchen visits, Quidditch, an interfering poltergeist and don't forget that arrogant James Potter! LE/JP of course!
1. Head Boy

**Chapter One – Head Boy**

It was like coming home.

Lily Evans gazed around, smiling, as she walked onto platform nine and three quarters. There were witches and wizards everywhere – excited young first-years, rowdy fifth-years, older seventh-years and everyone in between. Parents hugged their children goodbye; old friends embraced after the long holiday apart. Owls hooted and cats yowled, adding to the general clamour.

"Lily!" a familiar voice called. Lily turned and grinned widely as her friend Mary hurried towards her. They hugged tightly, and Mary rushed through an excited greeting. "It's great to see you again! I missed you so much over the holidays! I can't believe it, our last year at Hogwarts! And you're Head Girl! I knew you would be, you're too smart for your own good! I wonder who's Head Boy, maybe it's Alistair Robin, you the guy from – " She stopped suddenly, and dropped her voice to a scathing whisper. "Look who it is. The Fearsome Foursome."

Lily followed Mary's gaze and scowled. James Potter and his friends were standing in a group nearby, all laughing loudly. Even as Lily watched, Potter turned around, and their eyes met. His laughter faded, and he gave her a small smile before turning back to his friends. Lily frowned suspiciously. Where was the arrogant smirk he usually directed at her? And what about that ridiculous hair-ruffling move that she found so irritating? He had barely looked at her!

"Oh look, it's Andrea!" Mary exclaimed, instantly forgetting the 'Fearsome Foursome'. She dragged Lily over to their friend and again they exchanged enthusiastic greetings. But, happy though she was, Lily couldn't help but glance over at Potter and his friends every now and then. And every time she did, her smile faded a little…

* * *

Lily followed her friends as they searched for an empty compartment. The three of them were still chatting eagerly, sharing the intricate little details of their holidays that could not be expressed in a letter, when Mary suddenly cut Andrea off in mid-sentence to say, "Look, Lily, it's Snivellus." She sneered as she used the cruel nickname that Potter and his friends had invented. Lily scowled, but did not look at her ex-best friend. "I have to sit in the Heads carriage," she said as they found an empty compartment.

"Oh…" Mary said, sounding disappointed.

"We'll see you at school, then," Andrea said brightly, and Lily smiled at them both before walking up to the front of the train. She suddenly felt nervous, and excited. She was Head Girl…and she was about to discover the identity of Head Boy, the boy she would be sharing duties and dormitory with for the rest of the year.

Lily combed her fingers through her hair, making sure it was neat, then took a deep breath and stepped into the carriage. Four of the new prefects were already seated, and they all looked up when she entered. But there was no seventh-year boy to seen…yet.

Lily sighed and took a seat. The prefects watched her expectantly, so she told them, "We just have to wait until the Head Boy and the other prefects get here, then you'll find out what's expected of you this year." She glanced at the clock. The train had already been travelling for five minutes. "They should be here soon."

Just as she finished speaking, the carriage door opened, and in walked a nervous-looking fifth-year. He took a seat with the other prefects, and Lily stared out the window. Alistair Robin…It was a possibility. He was shy, but very clever. Or it could be Jeff Blair; he was quite popular. Or maybe –

The carriage door slid open again, and Lily turned to see who it was, suppressing sudden nerves. He walked through the door, and she gasped in shock. This couldn't be right. James…Potter? _James Potter_, as Head Boy? As her _partner_?

"Hello, Evans," he said pleasantly, sitting beside her.

"You…_You're _Head Boy?" she demanded.

"That's what it said in the letter," he said casually.

Lily narrowed her eyes. "And who did you have to Confund to get it?"

An expression of mock-hurt crossed his features, and his eyes glinted with mischief. "Why, Evans!" he said grandly. "What makes you think that I would have to Confund someone for such a privilege? Don't you think I deserve it?"

Lily snorted derisively. "Deserve it? That'll be the day. You're too much of an arrogant, conceited, bullying – "

He looked away as he spoke, cutting her off in mid-sentence. "I already know why you hate me," he said grimly, all traces of humour gone. "You don't need to remind me."

Lily stared at the back of his head, surprised. She had never seen him like this before. He was the confident, self-assured, egotistical James Potter! Why the sudden change of attitude?

She jumped in surprise as the carriage door opened, admitting the last three prefects. They took seats, and Lily glanced at Potter, who would not meet her eyes. They knew what they had to do – it had been explained in the letter – and to do it, they needed to be able to co-operate. If they couldn't, things were going to get very awkward.

* * *

"James Potter?" Mary said incredulously, for the 14th time. They were in the Gryffindor common room, relaxing before the fire. It was late, and most of the other students had gone to bed.

"James Potter?" Mary said again.

"How could he be Head Boy?" Andrea wondered. "He's such a bully! Not to mention his friends."

"James Potter?" 16th.

Lily was silent. She stared into the crackling flames, feeling surprised and nervous and annoyed and angry all at the same time.

"I can't believe it. James Potter?" Mary shook her head.

"I'm going to bed," Lily sighed, standing up.

"That's a good idea," Andrea said tiredly. "'Night, Lily."

"Good night," Lily replied, then headed to her new dormitory. The Heads dormitory, where they had their own small common room and bathroom. There were two doors on opposite sides of the common room, one with a label that read 'Lily Evans' and the other, 'James Potter'.

The common room was empty when she walked in. That was no surprise. Lily slumped down in the couch before the low-burning fire, feeling tired but not wanting to go to bed. She just wanted some peace and quiet, some privacy, in which she could think.

She _hated _James Potter. The idiot had spent the first few years of their time at school together bullying her best friend, relentlessly pursuing her, constantly bugging her and asking her out. He spent more time messing up his hair than he did thinking, and he was _always _showing off with that stupid snitch! He was full of himself, he was arrogant, he was annoying, he was –

He was walking into the common room, grinning widely. Lily hurriedly straightened in the couch, and he looked at her, noticing her for the first time. The grin slid off his face instantly, and he asked, "What are you doing here?"

"This is my dormitory, too," Lily said pointedly.

"I know…I just thought you'd be in bed already." He looked uncomfortable, and his hand went, almost of its own accord, to ruffle his hair.

She couldn't help it. The movement was just so…so familiar, so _James,_ that she had to smile. His eyes widened in surprise, and she was instantly mortified. "Goodnight, Potter," she said hurriedly, then escaped to her room before he could reply. She changed into her pyjamas, her mind in a whirl. She had smiled at him! Why had she done such a stupid thing? She hated him, for Merlin's sake! She hated the irritating swine! How could she smile at him?

* * *

Lunch break the next day found Lily sitting with Mary and Andrea outside in the shade of a large tree. They were discussing careers; Mary wanted to work in the Ministry and Andrea wanted to be a Healer at St. Mungo's. Lily hadn't told them what she wanted to be; she was afraid they would laugh, or tell her she couldn't do it. After all, female Aurors weren't common.

"Come on, Lily, tell us!" Mary begged.

"We told you what we want to be," Andrea pointed out.

"I don't know," Lily said, smiling. "I'm still thinking."

"But you told us five minutes ago that you didn't want to tell us!" Mary cried.

Lily blinked. "What?"

"You said – "

"Oi, Potter! _Petrificus Totalus!_"

Lily froze. The voice belonged to Severus. She scrambled to her feet and looked around, but she couldn't see them. She hurried around the wide trunk of the tree, and hesitated. Severus was standing over James, his wand out, his face black as a thundercloud. James was lying immobile on the grass, one hand half-way to the wand in his pocket.

"You can't leave her alone, can you?" Severus yelled. Lily glanced around, but the only people who had noticed the yelling had been her, Andrea and Mary. Not far off sat Sirius, Remus and Peter, but they were oblivious to the predicament their friend was in.

"You're always pestering her! Always stalking her!" Severus continued, his eyes blazing. He waved his wand and yelled, "_Impedimenta!_" The force of the spell flung James across the ground. Lily gasped, thinking desperately. She didn't want to defend James, but this was just wrong…

"Now you're Head Boy!" Severus shouted. "I don't know how you managed it, but you DON'T DESERVE IT! YOU DON'T DESERVE LILY! _Crucio!_"

"Oh my gosh…" Andrea whispered. Lily just stared in shock. Severus, once her best friend, had used an Unforgivable Curse.

* * *

Hi! Thanks so much for reading my story! It's my first long fanfic, and my first Harry Potter one, so I hope you're enjoying it so far! Please review and tell me what you think; constructive criticism is very much appreciated! Thanks again,

DarkenedWaters


	2. The Kitchens

"_Now you're Head Boy!" Severus shouted. "I don't know how you managed it, but you DON'T DESERVE IT! YOU DON'T DESERVE LILY! Crucio!"_

"_Oh my gosh…" Andrea whispered. Lily just stared in shock. Severus, once her best friend, had used an Unforgivable Curse._

**Chapter Two – The Kitchens**

Severus cast the counter-spell for the Body-Bind, and James curled up in a tight ball. He reached for his wand with an unsteady hand, but Severus yelled, "_Expelliarmus!_" The wand went flying.

"You…don't deserve her…either," James growled, getting up on all fours.

"_CRUCIO!_" Severus bellowed, and James fell back to the ground, writhing in pain.

"You're a…coward," James spat, his voice shaking.

Severus raised his wand again. "_Cruc_ – "

"_Protego_!" Lily shouted. She stood there with her wand pointing at the two boys, the shield she had just cast hovering between them. Her mind was in a whirl.

"Lily, I…" Severus looked horrorstruck.

"You're worse than he is!" Lily said furiously, jerking her head at James. She walked towards them, still holding her want out, and they both stared at her.

"No, I just – "

"You used an _Unforgivable Curse_, Sev!" Lily hissed. "I don't care how much you hate him! Why can't you just leave him alone?" This was wrong, it was backwards, it was all messed up. Why was she defending James? From Severus?

"But he – "

"I don't want to hear it!" Lily cried. "I thought I knew you! I _did_ know you! But you've changed! Calling me a Mudblood, hanging around with Death Eaters, using an Unforgivable Curse…" Lily was mortified to feel tears sliding down her cheeks. How could he sink so low?

"Lily, I – " Severus lowered his wand, his eyes wide.

"Just go away!" Lily yelled. "We were friends, once, so I won't tell anyone, but if you _ever _do this again you'll go straight to Azkaban!"

"Please, Lily, I'm sorry – "

"Go away!"

"Lily – "

"She told you to go away." James spoke for the first time since Lily's interference. He looked at Severus with an expression of pure hatred, and the Slytherin returned it. They glared at each other for a moment, then Severus turned on his heel and strode away.

"_Accio wand_," Lily said quietly, and James' wand soared into her hand. He got to his feet and she gave it to him, asking in a soft voice, "Are you okay?"

He nodded, not meeting her gaze. "Thanks," he muttered, straightening his glasses.

"I'm sorry," Lily whispered as she stared at her feet. "This is all my fault. I never thought he would use an Unforgivable – "

"It's not your fault," James interrupted. "He's just a nasty piece of work."

Once upon a time, she would have defended Severus. Now she just bit her lip, and stared miserably at her feet.

"Hey, what's going on?" Sirius Black asked, as he and the others came over. "We saw Snivellus attacking you, but then he just ran off."

"I have to go," Lily muttered, and hurried off. She didn't want to hear what James would tell them.

"What happened?" Mary asked anxiously as Lily rejoined them. "Are you going to turn Snivellus in?"

Lily shook her head.

"But he used the Cruciatus Curse!" Andrea exclaimed.

"Please don't tell anyone," Lily begged. "Just this once. Please!"

Andrea hesitated for a moment, then nodded.

"Fine," Mary said nervously. "But if he ever does anything like that again…"

"He won't," Lily said reassuringly, wishing she could feel as confident as she sounded.

* * *

That night, when she returned to the dormitory, James was sitting in the couch before the fire. He looked up when she entered, and said, "Listen, about today – I'm sorry. I didn't want you get involved in that. You didn't need to say those things to Snivell – Severus."

"Yes, I did." Lily folded her arms. "I meant every word. He's not my friend anymore."

He ruffled his hair again. He didn't even seem to realise he'd done it. This time, Lily managed to stop the smile before it appeared – just.

"I _am_ sorry. And thanks, again, for – for defending me." He stood up. "Good night, Lily."

She blinked. He'd never called her by her first name before, and the way he said it made a strange feeling well up in her stomach. "Good night, James," she replied, smiling slightly at him. He smiled back, and walked into his room. Lily stared after him, the little smile lingering on her face. Maybe James Potter wasn't _all_ bad.

* * *

"Lily Evans."

Lily jumped at the sound of her name, and looked up from the book she had been studying. She was surprised to see that Sirius Black sat across from her, a lazy smile on his face.

"Can I help you?" she asked politely, wondering what on earth he was doing here, in the library, talking to her.

"I want to show you something," he said slyly. "But I need to know if you can keep a secret."

"Of course I can." What was she getting herself into?

"Great!" Sirius grinned and jumped to his feet. "Let's go!"

Lily hurriedly shoved her things in her bag and followed him out of the library. "Where are we going?" she demanded, struggling to keep up as he strode along the corridor.

"You'll see." He winked back at her.

Lily frowned at the back of his head, still following. This was strange. She and Black had never been on speaking terms, and now she was trailing along behind him like an obedient dog. The only thing that stopped her turning around and marching right back up to the library was the possibility that this could have something to do with James.

Sirius Black led her along through several unfamiliar corridors and passageways, and soon she was hopelessly lost. She doubted she would ever find her way back without Sirius's help.

"Here we are!" he said cheerfully, as they rounded a corner. When she saw who was waiting there, Lily came to an abrupt halt. "Oh no," she said, shaking her head. "I don't want anything to do with whatever you're doing."

"You brought_ Lily Evans_?!" Remus Lupin demanded of Sirius incredulously. "What were you thinking, Padfoot?"

"She studies too hard," Sirius said with a grin. "She needs to have some fun. Besides, she might be able to cheer up old grouchy over here." He gave James a playful nudge, and James glared at him.

"She'll probably tell somebody," Peter Pettigrew said, looking around nervously. "We'll get caught!"

"Caught?" Sirius scoffed. "We're just paying the kitchens a little visit. Nothing wrong with that."

Lily narrowed her eyes. The kitchens? What was Sirius playing at? It was clear that the other three hadn't known she was coming. This was _definitely_ strange.

"So, Evans, you in?" Sirius asked, raising an eyebrow.

Lily opened her mouth, about to issue a harsh denial, when James caught her eye. He was staring right at her, smiling slightly, a challenge in his hazel eyes. Without any conscious decision on Lily's part, the outright refusal was forgotten. Instead her mouth, of its own accord, said, "I guess so. Someone has to make sure you boys don't get up to too much mischief."

"Excellent!" Sirius said cheerfully. He winked at Remus, but Lily didn't notice. Her eyes were still on James and the magnificent grin that had spread on his face when she had agreed.

"Evans, I think you should have the honour," Remus said, stepping away from the wall. Behind him was a painting of a large silver fruit bowl.

"What do I have to do?" Lily asked, eyeing the bowl warily.

"Tickle the pear," Sirius said casually.

"What?" Lily frowned at him. Was this some kind of joke?

"Tickle the pear," he repeated, grinning at her.

Lily turned back to the painting and stared at it. If this was a joke, she would never hear the end of it.

Suddenly, James grabbed her hand and lifted it to the fruit bowl, and Lily stifled a gasp as a thrill shot down her arm. "Like this," he said, holding her hand up to the pear. "Now just tickle it."

Warily, Lily tickled the pear. She jumped back in fright as it began to giggle, then slowly transformed into a big green door handle. Lily took her hand out of James' and opened the door.

"Welcome to the kitchens," Sirius said grandly, stepping past her into the cavernous room. It was huge, filled with pots and pans and tables and house-elves.

"Wow," Lily said in a stunned voice, walking in behind Sirius. The house-elves all bowed or curtseyed, and began running up to the group with platters of food. The boys all helped themselves to the cakes and sweets, but Lily couldn't help staring around in wonder. She'd known their meals had to come from somewhere, but she'd never imagined a kitchen so huge.

"Not hungry, Evans?" Sirius asked through a mouthful of food.

"I'm just…looking," Lily replied absently.

"Come on, Lily," James said teasingly. "We're in a kitchen, and all you can do is stare?" He shoved a biscuit into her hand. Lily looked at it for a moment, then slowly lifted it to her mouth and ate.

"That's more like it!" Sirius said with a laugh, and she couldn't help but laugh along.

* * *

Time passed quickly. The elves pressed food and butterbeer at them until they could eat no more. When they finally left the kitchen, Lily glanced at her watch and was surprised to see that it was already ten o'clock.

"We should have been in the common room an hour ago!" She exclaimed. "What are we going to do if we get caught? I knew this was a bad idea!"

"Relax," Sirius said confidently, as James reached into his bag and pulled out something silvery. Lily stared at it for a moment before she realised what it was.

"An Invisibility Cloak!" she whispered, her eyes wide. "Where in the world did you get that?"

"From my father," he replied with a casual shrug. "I don't think we'll all fit under it."

"You and Evans take it," Sirius suggested. "You're the ones who'll suffer most if you're caught."

"But – " Lily began to protest.

"Don't worry, they'll be fine," James said confidently. Before Lily could say anything else, he threw the Invisibility Cloak over them.

"See you tomorrow, Prongs," Sirius called as Lily and James began to walk off under the Cloak. Lily waited until they were out of hearing distance, then asked, "What's the deal with the nicknames? Prongs, Padfoot, Wormtail, Moony? They're…unusual."

"Inside joke, sorry," James replied. They were silent for a few minutes, then Lily sighed. "I can't believe I did that. I'm Head Girl! I'm supposed to stick to the rules more than anyone!"

James said nothing.

"And now I'm here, under an Invisibility Cloak with James Potter, no less."

Still James was silent.

"Say something," Lily whispered.

"You didn't have to come." His voice was expressionless.

"I know."

"Then why did you?"

"I…I don't…I'm not…I…I don't know," Lily stammered. He was right. Why had she come?

He said nothing else until they reached their dormitory. Lily, after one look at his fore-boding expression, also kept her mouth shut.

When they reached the common room, they slid off the Cloak and James packed it away. Lily turned to her room and was just about to enter it when James said, "Wait."

Lily turned back to face him, noticing how his glasses reflected the dim firelight. She couldn't read his expression.

"Lily Evans, you hated me when we parted last year."

Lily felt suddenly nervous. She didn't know what he was leading up to, but it couldn't be good.

"You hated me," he repeated. "But now, sometimes I see you smiling at me. You defended me from Sn – Severus. You came into the kitchens with me and my friends tonight, even though it's against the rules and I've never seen you break a rule before in you life. So I need to ask you a question, and please don't lie when you answer: _Do you still hate me, Lily Evans_?"

* * *

_I just realised that I forgot one of these:_

_**Disclaimer**: anything recognizable belongs to J.K. Rowling. Applies to all chapters_

_Thanks for reading!_

_DarkenedWaters_


	3. Quidditch

"_You hated me," he repeated. "But now, sometimes I see you smiling at me. You defended me from Sn – Severus. You came into the kitchens with me and my friends tonight, even though it's against the rules and I've never seen you break a rule before in you life. So I need to ask you a question, and please don't lie when you answer: Do you still hate me, Lily Evans__?"_

**Chapter Three – Quidditch**

Lily blinked sudden, unexpected tears out of her eyes. Why did he have to make things so complicated? She chewed her bottom lip, thinking. He was still the most arrogant, conceited boy she had ever met. But there was something else there, too…

"Lily? Please tell me." His voice was slightly unsteady.

"No," she whispered. "No, I don't hate you."

He let out a whooshing breath. "Thank you. Good night, Lily."

"Good night." She watched him go, then retired to her own bed, trying to make sense of the confused thoughts in her mind.

* * *

The next few days passed strangely. James was always out of the dormitory when Lily got up; the first time she saw him each morning was at breakfast in the Great Hall. Whenever she passed him in the corridors, he and his friends would say hello, and Sirius would always greet her with a conspiratorial wink. Mary and Andrea noticed this and questioned her relentlessly, but Lily told them nothing.

Friday dawned, and the same routine began. It was only when she was sitting with Mary and Andrea in the Gryffindor common room at the end of the day that Lily realised something.

"Tomorrow's the first Quidditch match of the season, isn't it?" she asked.

Mary shrugged. "I guess so," she said indifferently.

"Gryffindor versus Hufflepuff," Andrea supplied.

"I think I might go and watch," Lily said, aiming for a casual tone and failing utterly.

"All right, Lily, we're your friends and we deserve the truth," Andrea said firmly. "What's going on with you and Potter?"

Lily blushed. "Nothing, we're just…well, we're not even friends, really…I mean…Nothing!"

"Why the sudden urge to watch Quidditch, then? I can't remember the last time we went and saw a match. Didn't you once say you thought Quidditch was 'a stupid, pointless sport for people with no brains'?" Mary said pointedly.

Lily turned even redder. "I didn't say that. And you don't have to come; I'll just go by myself."

Andrea sighed. "We'll come, if only to stop you ogling your eyeballs out at Potter."

"I'm not going to ogle Potter!" Lily protested as her friends laughed. Of course she wouldn't 'ogle' him. There was nothing to ogle at!

* * *

Lily woke early on Saturday morning – early enough to hear James moving around. She opened her door and peered around it to see James walking out of his own room with a broomstick in his hand.

"James?" she said.

He looked up at her in surprise. "Yeah?"

"I just wanted to say good luck for today." She smiled at him.

"Uh…Thanks," he replied uncertainly, and his hand jumped to his hair. Lily quickly ducked back in her room and shut the door as a new thought struck her. She used to find that habit _annoying_. Nothing had irritated her more than James Potter ruffling up his hair. Now she had to fight a _smile_ whenever he did it!

* * *

"And they're off! The Quaffle is taken by Holly Mithrow from Hufflepuff – "

Lily didn't know who was commentating – and right now she didn't care. Her eyes followed James as he soared around the pitch, his scarlet robes billowing. He flew so easily! Lily had flown before, and it was harder than it looked, but James seemed to fly effortlessly. He circled the pitch, searching for the elusive golden ball whose capture would mean the end of the game.

"Not going to ogle, eh?" Andrea asked cheekily, nudging Lily in the ribs. Lily lowered her binoculars and glared at her.

"If you've finished checking out the 'arrogant swine'," Mary said, mimicking Lily's tone, "I want the binoculars. There's a nice bit of man-flesh up there that's demanding my attention."

"Who?" Lily asked as she handed over the binoculars, attempting to turn the conversation away from James.

"Chris Fleming," Mary replied with a grin. "He is one gorgeous g– "

"I think he's seen the snitch!" Lily interrupted excitedly, as she saw James suddenly shoot forward in a steep dive. "Give me the binoculars!" She snatched them out of Mary's hands and trained them on James. He was staring straight ahead, a look of fierce concentration of his face as he pelted towards the ground.

"Oooh, there goes the Hufflepuff Seeker!" Andrea said cheerfully. "It's going to be close!"

James stretched out his hand…Lily saw a tiny flash of gold, then suddenly James pulled out of the dive, holding up a clenched fist and shouting. "I got it!" he yelled, grinning. "We won!" Cheers went up from the Gryffindor supporters as the players all touched down on the ground. Lily watched with a smile as James was hugged by his team-mates, all of them laughing and cheering. Suddenly, she realized how avidly she was watching him; suddenly she was aware of a strange, giddy sensation in her stomach. What had changed? Why didn't she hate him anymore? Why had she broken a rule for him? Why had she come to watch a Quidditch match – just for him? _What had changed?_

"Let's go," she said abruptly, her smile disappearing.

"Sure," Mary said happily. "I want to talk to Chris."

"No, not down there," Lily snapped. "I meant back to the school."

"Oh." Mary looked down. "But – "

Lily sighed. "Go on," she said tiredly. "I'll just go to the library. I have a…a Muggle Studies assignment I need to finish."

"Bye then," Mary said with a cheerful wave, and hurried away. Andrea and Lily stared at each other for a moment, then Andrea smiled half-heartedly and said, "I'd better make sure she doesn't embarrass herself. I'll see you later."

"Bye," Lily replied, then walked back up to the school. She _would_ go to the library; it was unlikely that any Quidditch supporters – or players – would be in there for most of the day. She needed to get away, and forget about James and the dilemma he presented.

There were only a few people in the library. Lily smiled and began to browse the shelves, searching for something to read. Her eyes alighted on _101 Famous Witches and Wizards_, and she took it to a secluded corner where she could read in peace.

She spent the rest of the day in the library. She didn't want to face anyone, least of all James Potter or his friends. Not even the thought of dinner could coax her out. It was almost nine when she finally headed out to her dormitory. It was empty, thankfully; Lily went straight to bed, hoping a good night's sleep would clear her mind. But her sleep was far from restful; she tossed and turned, disturbed by half-dreams and nightmares.

She didn't know what woke her. It was a dark, still night, and everything was quiet. But there had to be some reason behind her sudden return to consciousness. Lily got out of bed and threw on her dressing gown. Then she grabbed her wand and tip-toed out into the common room, where the only source of light was the smouldering coals in the fireplace. Lily glanced around, but everything was as it should be. Quietly, she pushed open the door and peered out into the corridor beyond.

There was nothing there.

Shrugging, Lily was about to go back to bed when something caught her eye – a piece of parchment, lying innocently just outside the door. Lily picked it up and took it back into the common room.

"_Lumos_," she whispered, sitting in one of the armchairs. Her wand lit up, and the parchment in her hand was illuminated. She gasped.

It was a map. A map of Hogwarts, depicting every last detail. Passages she hadn't known about twisted off the edge of the parchment, leading away from the school. And here and there in the corridors were little black dots, each with a name above it. Filch and Mrs. Norris were on the third floor. In the dormitories were clusters of names, all stationary. Across the top, words written in curly green letters read:

_Messrs Moony, Wormtail, Padfoot and Prongs_

_Purveyors of aid to Magical Mischief-Makers_

_Are proud to present_

_THE MARAUDER'S MAP_

Movement in the Gryffindor common room drew Lily's eyes; two little dots labelled 'Sirius Black' and 'Peter Pettigrew' were slowly sneaking out into the corridor. Lily watched, open-mouthed, as they headed towards the Entrance Hall – where they were intercepted by a dot labelled 'James Potter'. Lily frowned. Where was the fourth troublemaker?

James, Sirius and Peter all headed out into the grounds. Lily watched as they approached the Whomping Willow, and somehow entered a tunnel that led from it. Soon they disappeared off the edge of the map. Lily let out a breath she hadn't known she'd been holding. What on earth were they doing?

She stared at the map for a short while, then jumped in surprise as they suddenly reappeared, this time accompanied by Remus Lupin. Suddenly seized with suspicion, Lily hurried to the window and stared at the Whomping Willow. Its usually very mobile limbs had frozen, and emerging from under its roots in the light of the full moon was a large, black shaggy dog. Then a stag…then a hulking, wolf-like creature.

Shaking with fright, Lily glanced at the map, then back up at the creatures. They were in the exact spot where Sirius, Remus, James and Peter should be. Movement in the grass caught her eyes, and Lily squinted until she could make out a rat, running around the larger animals' feet.

* * *

_Thanks to everyone who reviewed! I really appreciate knowing what you t__hink of my story. To anyone who's reading this and hasn't reviewed, please do! Thank you!_

_DarkenedWaters_


	4. Animagi

_Shaking with fright, Lily glanced at the map, then back up at the creatures. They were in the exact spot where Sirius, Remus, James and Peter should be. Movement in the grass caught her eyes, and Lily squinted until she could make out a rat, running around the larger animals' feet._

**Chapter Four – Animagi**

It was near dawn when James returned, looking exhausted with his silver Invisibility Cloak draped over one arm. He jumped when he saw Lily on the couch, staring at him.

"I – I was – " he started guiltily.

"I think you dropped this," she said quietly, holding up the map. His eyes widened, but he said nothing

"Severus is right, isn't he?" Lily said, still in that quiet tone. "Remus _is _a werewolf."

"Lily, I can explain – "

"And you – " She was struggling to maintain control of her voice. "You're an Animagus. You, and Sirius, and Peter."

"We're not – "

"And the three of you spend every full moon running around with a _werewolf_?!" Her voice had a slightly hysterical edge to it. "What on earth possessed you? And I bet you're not even registered!" She got to her feet. "That's illegal! Why are you doing this? Don't you realise how _dangerous _werewolves are?!"

"Lily, calm down – " James said desperately, trying to placate her.

"Don't tell me to calm down! I spent half the night staring at this stupid map, wondering if any of you were going to come back alive! Knowing that you were running around with a WEREWOLF!" Lily collapsed back in the seat and put her hands over her face, not wanting James to see that tears that had welled up in her eyes.

"Lily," James said softly, sitting down beside her. "You're right about us being Animagi. That's why I came back alive. Because werewolves don't attack animals, only humans."

"How?" Lily whispered. "How did you become an Animagus?"

"Padfoot and I figured it out. It wasn't easy."

"Padfoot…That's Sirius. He was the big black dog, wasn't he? And Wormtail – Peter – he's the rat. Moony, because Remus is a werewolf. And you – Prongs. A stag." Lily looked up at him. "Why do you do it?" she asked.

"When we figured out what was going on, we couldn't just abandon Moony." James replied. "He's our friend. A fellow Marauder. All for one and one for all."

Lily gave a small, weary smile.

"Lily, are you going to tell anyone?" James asked seriously. Lily just looked down at the map in her hands, then gave it back without a word.

"Thanks," he said, refraining from questioning her further. He pulled out his wand, tapped the map and muttered, "Mischief managed!" before stowing both away in his pocket. They sat in silence for a while, as the sky outside grew steadily lighter.

"Can you – can you show me?" Lily asked shyly, breaking the silence.

"Show you what?" he said, confused.

"You know – transform. Become a stag."

"Oh." He smiled. "I guess so." James stood up, and the transformation began. Lily watched, captivated, as short brown hair sprouted all over his body, which was blurring and shifting. Horns shot out of his head and his face grew elongated until suddenly she was looking, not at James Potter, but at Prongs the stag.

"Wow," she whispered, standing up and walking closer. He stared at her with the same hazel eyes he had in human form, watching as she circled him.

"Wow," she said again, lightly touching the tip of one of his horns. "I can't believe this – wow. Is it – is the transformation difficult?"

He snorted and shook his head. Around his eyes were faint black circles, as if his glasses had become part of his hair.

"Wow," Lily said for the fourth time, stepping back to get a better look. Her eyes travelled over his body – then froze as they sighted three long, bloody gashes running down his left foreleg. "What happened? You're bleeding! I told you it wasn't safe!"

He changed back, and one of his hands ruffled his hair. Lily didn't even notice. She was too intent on the wicked-looking cuts on his arm.

"You need to go to the Hospital Wing," she said firmly.

"No," he replied, just as firm. "How would I explain? Anyway, it's not too bad. I've had worse."

Lily raised an eyebrow at him, then sighed. "Sit down and don't move," she ordered. She waited until he was seated before heading into her room and rummaging through her trunk.

"What are you doing?" he called, but she ignored him. When she found what she was looking for, she pulled it out and went to kneel beside James.

"What is _that_?" he demanded as she opened the box.

"It's a first-aid kit," she replied. "Hold out your arm."

He obediently stretched out his arm. "What's a first-aid kit?"

"It's something Muggles use," Lily said absently, concentrating on what she was doing. She poured anti-septic onto a fluffy cotton ball and gently wiped it over the cuts. James jumped with a startled exclamation, "Ouch! That hurts!"

"It's supposed to," Lily said calmly.

"What else is it supposed to do?" he said grumpily.

"It stops the wounds from getting infected." Lily put away the anti-septic and pulled out a length of bandage.

"What? No!" James protested as she began wrapping it around his arm. "I don't want a bandage!"

"Stop whining. It's either this or I heal you with my wand, and as I haven't quite got that spell exactly right, I'd rather not take the risk. No one will see it under your robes, anyway." She fastened the end with a little clip and packed everything else away.

"What do you have a Muggle first-aid kit for, anyway?" he asked as Lily returned the box to her room.

"Emergencies," she replied, grinning, then yawned widely.

"I think we both need to catch up on some sleep," James said through a yawn of his own.

"Mm-hm," Lily murmured. "Oh, and James?"

"Yeah?"

"I saw you play Quidditch. Congratulations on winning."

"You saw – " he began in a surprised voice, but she had already closed the door.

* * *

"Guess what?" Mary said excitedly, as they ate lunch later that day.

"What?" Andrea asked tolerantly.

"Chris asked me out! We're going to Hogsmeade together next weekend!"

Andrea began to quiz Mary on the details, but suddenly Lily wasn't listening. When was the last time James had asked her out? … The last day of school before the holidays. And she had replied with a simple: "I'd rather die!" Before then, not a week would pass without him asking her out. But she hadn't heard any such question since they had come back for their final year. Did that mean…maybe he didn't like her anymore. Maybe he had finally moved on.

Lily tried to feel glad about it, but she felt was flat and empty. She glanced over to where James was sitting, and felt a shock as she saw that he and his friends were all staring at her. She jerked her eyes away and stared at her plate, feeling strangely nervous.

"Lily?" Mary poked her. "Earth to Lily! Honestly, what is _with _you these days?"

"Sorry, what did you say?" Lily dragged her eyes up to look at her friend.

"I said, on a scale of one to ten, what would you rate Chris Fleming? I gave him a nine, but Andy reckons he's only a six."

Lily looked across at Chris Fleming. His hair was a light wavy blond, all smoothed flat. His nose was slightly hooked, and his cheeks dimpled when he smiled. He was tall and athletic; all in all, he wasn't too bad. But… "I agree with Andy," Lily said. "Six."

"Of course, he's no James Potter," Mary said slyly, and Lily his her playfully on the shoulder. "So Andy," Mary grinned. "Lily has Potter. Who's your excuse?"

To both Mary and Lily's surprise, Andrea turned bright red. "No – no one," she stammered.

"Tell! Tell!" Mary pleaded. Andrea shook her head, her lips pressed tightly together.

"Come on, Andy," Mary begged. "Please t– " She stopped abruptly as something whizzed past her hear and landed in front of Lily. They all stared at it in surprise – a paper plane with the words 'OPEN ME' scrawled untidily on the wings.

"Go on, Lily, open it!" Mary encouraged. Slowly, Lily reached out and unfolded the plane. Written on the inside was brief note.

_Lily Evans,_

_We need to talk. Go to the Astronomy Tower at 1:00. __ALONE__. _

_-The Marauders_

* * *

_Thanks for reading, and please review! Sorry this chapter was a little late; I was away for a week. Hope you're enjoying the story!_

_DarkenedWaters_


	5. The Marauders

_Slowly, Lily reached out and unfolded the plane. Written on the inside was brief note._

_Lily Evans,_

_We need to talk. Go to the Astronomy Tower at 1:00. __ALONE__. _

_-The Marauders_

**Chapter Five – The Marauders**

"The Marauders?" Mary whispered. "What do they want with _you_?"

Lily shrugged, glancing around. The Marauders were nowhere in sight. She looked at her watch, and got to her feet. "I have to go," she said.

"Tell us everything when you get back," Mary ordered, but Lily didn't reply. She wasn't sure she'd be allowed to tell them anything.

It was a long walk up the steps to the Astronomy Tower, and by the time she reached the top she was slightly out of breath.

"Hello, Evans." Sirius, James and Peter were all standing there, watching her. She faced them silently.

"I'm gonna get straight to the point," Sirius said firmly. "You know about us. You know that what we are isn't strictly legal. What _we_ need to know is: will you tell anyone?"

Lily stared at each off their faces. She knew she ought to turn them in, but something inside her cautioned against it. Attempting to deflect the question, she asked, "Where's Remus?"

The three boys exchanged glances, as if they knew she was trying to avoid the question. "We weren't sure how you'd react to him," Sirius replied, letting it pass – for the moment.

They thought she would freak out because Remus was a werewolf. Well, she'd done her share of freaking out the previous night. She shrugged. "I don't mind." After all, he hadn't chosen to become a werewolf. And he wasn't dangerous when he was human.

Suddenly, Remus appeared, dropping the Invisibility Cloak to the floor. "You don't mind?" he asked sharply.

Lily shook her head. "It's not your fault," she explained. "I can't hate you or fear you when you had no choice."

Remus stared at her for a moment, then sighed. "If only everyone was as forgiving as you."

"Lily, we need to know if you're going to tell anyone," James said seriously.

"What if I said yes?" Lily demanded, glaring at him. "What if I said I was going to march straight to the Headmaster and turn you in?"

"We'd wipe your memory," Sirius said calmly, and Lily stared at him. Wipe her memory? But…She thought back, to the terrifying moment when she'd first realized what they were doing. And then, seeing James as a stag. Tending his cuts. Poring over the strange, yet fascinating map. None of them exceptionally special memories, but none she would like to lose. And, after all, she had refused to turn Severus in for committing a much more serious crime. What they were doing…It didn't hurt anyone. Except themselves.

Lily shook her head. "I won't tell anyone," she said softly. "I swear."

All four of them breathed audible sighs of relief.

"Thanks, Evans," Sirius said with a lop-sided grin. "I didn't really want to wipe your memory."

Lily grinned back.

"I think a celebration's in order," Sirius declared. "Moony, Wormtail, come on!" The three swept out of the tower, Invisibility Cloak in hand, before Lily could utter a single word. Now she was in the Astronomy Tower with only James, and an uncomfortable silence descended upon them.

"How's your arm?" Lily asked, attempting to break the silence.

"Uh…it's fine…thanks."

A few more minutes passed. James sat down on the floor, leaning his back against the wall. Lily sat against the opposite wall. "Where are they going?" she asked.

James shrugged. "The kitchens, maybe…or Hogsmeade."

"Hogsmeade?" Lily was confused. "How would they get there?"

James pulled out his wand and a piece of parchment. He beckoned her over, and she hesitated for a moment before crawling over to sit beside him.

"I solemnly swear that I am up to no good," he said, and tapped the parchment with his wand. Lines flowed out from the tip, drawing the map that Lily had studied the previous night.

"Look," James said, pointing to three black dots – Sirius, Remus and Peter – that were making their way along a hidden passage.

"Where does it lead?" Lily asked curiously.

"Honeydukes' cellar," James replied with a grin.

"And…this one," Lily said, tracing her finger along the passage from the Whomping Willow. "Where does it lead?"

"The Shrieking Shack."

"Oh." Silence fell. Lily was becoming increasingly aware of how close James was; their shoulders were barely an inch apart. Her heart was pounding, and she kept her eyes on the map, afraid of what she would feel if she looked at him. She wanted to move away, but she knew that would offend him; she wanted to break the silence, but didn't know what to say… All in all, it was a rather awkward situation.

"Did you and Severus ever date?" James asked abruptly.

"What?!" Lily exclaimed. "No! We didn't – not that it's any of your business!"

"Sorry," he said quickly. "I was just curious."

"Yeah, well, curiosity killed the cat," Lily grumbled.

"And satisfaction brought it back," James quipped with a grin.

"You're impossible," Lily sighed.

"I do my best," he said cheerfully.

"Why do you care if I dated Severus, anyway?"

"I don't care."

"If you say so." Lily's tone was skeptical.

"They're coming back." James pointed to the Marauder's Map, where the three Sirius, Remus and Peter dots had reappeared. Lily breathed an inner sigh of relief. She and James didn't speak again until the others returned, carrying armfuls of sweets and butterbeer. They stayed in the tower for over an hour, and Lily came to realize – impossible as it seemed – that she actually liked these trouble-making, rule-breaking, too-clever-for-their-own-good Marauders.

* * *

"Come on, tell us all about it!" Mary begged. She and Andrea had finally cornered Lily in the library, where she had been hiding all afternoon. She hadn't wanted to face her friends – and their endless barrage of questions – until she had thought of an acceptable cover-story. She was _not _going to tell them the truth.

"It was just a prank," Lily replied, keeping her face in the book she was reading. "There was nobody there."

"Really?" Andrea asked in disbelief.

"Yes, really," Lily muttered.

"Then where have you been all afternoon?" Mary demanded.

"Here," Lily replied innocently. "Researching my Muggle Studies assignment."

"And that's why you're reading _The Truth About Animagi_?"

"Yes," she said defiantly. "I'm writing about…Muggles, uh, Muggles who've see an Animagus transform."

"Is that right?"

"Mm-hm. Now, if you don't mind, I'm trying to study."

"No, we don't mind. In fact, we've both got a bit of study to do as well." Andrea sat on one side of Lily, Mary on the other.

"So," Mary asked slyly, peering over Lily's shoulder, "found anything about Muggles yet? Looks like you're reading about 'The Complications of Transformation' to me."

"Oh, just quit it, you two," Lily snapped, slamming the book shut. "_There was nobody there._"

"Not even James Potter?"

"No, not even James Potter! There is nothing going on between me and him, so stop implying that there is!"

Mary looked wounded. "We were just kidding around," she protested.

"Well, don't!" Lily got to her feet, replaced the book on a nearby shelf, then stormed off.

"She loves him," Andrea commented, staring after Lily.

"Yup." Mary shook her head sympathetically. "Poor girl."

* * *

Lily paced in her room furiously. Everything she had ever believed, everything she had ever thought about James Potter and his gang was wrong. But how could it be? She had seen them bullying Severus. James _was_ an arrogant pig, messing up his hair and showing off with the stupid snitch. The four of them disobeyed rules at every turn. So why was she suddenly so eager to spend time with them? How was she so easily betraying every last angry oath she had made to herself, swearing that she would never speak a kind word to James or his friends?

She was angry at Mary and Andrea, but mostly she was angry at herself. Angry because, despite everything, she wanted to call the Marauders her _friends_.

"Lily?"

She jumped in fright. James was leaning against her doorframe – why had she left the damn door open? – with his arms folded across his chest and a wide grin on his face. Lily suddenly felt breathless. Since when had his grin been so attractive?

"You're going to wear out the carpet, pacing like that," he said, mock-serious. He was wearing a short-sleeved shirt, and Lily's eyes traveled to the bandage on his left arm. "I need to clean your bandage," she informed him.

James sighed. "Nothing I can say will make you change you mind, will it?"

"Nope," she replied, grinning wickedly.

"Fine," he said in a defeated voice. Lily walked past him and pointed to the couch. "Sit," she ordered. He rolled his eyes and obeyed. Lily unwrapped the bandage and peered at the wounds on his arm. They weren't very deep, and had begun to scab over already.

"_Scourgify_." Lily pointed her wand at the bandage, and the spots of blood disappeared. She began to wrap it around James' arm again.

"I suppose I should thank you for this, even though it's completely unnecessary," he sighed.

"Yes, you should."

"Well, thank you. I appreciate your concern," he said, his tone completely serious. Lily paused in winding up the bandage and looked up at him suspiciously, trying to detect any hint of mischief, but his expression was sincere.

"It's nothing," she replied, her voice slightly breathy. She couldn't seem to drag her gaze away from his; in fact, her whole body seemed unresponsive. She could hear blood rushing in her ears, and the sound of her thundering heart.

James was the one to look away first, breaking the contact. He turned his head to stare out the window, and Lily finished tying up the bandage, a fierce red blush on her cheeks. Neither of them spoke a word, and when Lily was finished James immediately retreated to his room. Lily stared after him, feeling awful.

"I like him," she whispered to herself very softly. "A lot. I like him too much." She cursed her stupidity. Of _course _she would start liking a guy just as he _stopped_ liking her.

Typical.

* * *

_A few reviewers have mentioned that this story is moving too fast. Thanks for the tip-off; now what I would really like to know is: how can I slow it down? Advice would be very much appreciated._

_Thanks, yet again, for reading my story. And thanks to anyone who reviews, as well. _

_DarkenedWaters_


	6. Caught!

"_I like him," she whispered to herself very softly. "A lot. I like him too much." She cursed her stupidity. Of course she would start liking a guy just as he stopped liking her._

_Typical._

**Chapter Six – Caught**

The next few weeks passed uneventfully. Lily began to spend more time with the Marauders, and she went to every Gryffindor Quidditch match. She and James spent very little time alone together; they only saw each other briefly at night before one of them retired to bed. Lily, for one, was glad about this; she didn't want to suffer through any more awkward silences.

One Sunday in the middle of November found Lily slaving over a Muggle Studies assignment that was due the next day (a real one this time). She had been working on it since breakfast, and it was eleven at night when she finally wrote the last sentence. She flexed her cramping hand, thinking wryly that James had spoken the truth earlier.

"I've never seen you leave your homework so late," he had said, just before turning in for the night.

"I know, I know," she'd replied in a frustrated voice. "I was…distracted."

He had grinned and said, "I think you spend too much time with us Marauders."

He was right. She _had_ been spending a lot of time with them. For some reason, she just couldn't stay away.

Lily sighed and rolled up the essay, then trudged wearily to bed, ignoring that faint growls from her empty stomach. She was asleep within seconds.

* * *

When she woke, it was still dark. The pangs of hunger, which had been faint before, were suddenly a lot more pronounced. She was starving. Lily lit her wand, then checked the time – just past midnight. She groaned at the thought of spending several hours trying to sleep with an empty stomach. There was an alternative, though…

No! She was going to try and sleep!

Five minutes passed – slowly – then ten, then fifteen, then thirty, and sleep was still far out of reach. With a sigh, Lily gave in to her relentless stomach. She really had been spending too much with the Marauders.

"James?" she whispered, knocking on his bedroom door. "James?" She felt guilty about waking him, but didn't want to just sneak into his room. "James, wake up!"

The door suddenly opened, and a bleary-eyed James peered out. "Lily?" he mumbled, blinking at her. "What's wrong?"

"Can I borrow the map and your Invisibility Cloak?"

"What? Why?" He was suddenly alert.

"I…I'm really hungry." She blushed. It sounded like a stupid thing to wake him up for, even to her own ears. "Never mind, I'll just wait until morning." Her stomach growled in protest.

"Wait a sec," he said, then turned back into his room. Lily watched as he pulled the map and Cloak out from under his bed. "Okay, let's go," he said, walking past.

"You don't have to come, I'll – "

"Let's go," he repeated, smiling, and she smiled wryly back. James threw the Cloak over them both, and they walked out into the corridor.

"Did you finish your essay?" James whispered as they walked.

"Yeah, about an hour ago," Lily replied, also whispered.

"Wow, that took ages."

Lily rolled her eyes. "Tell me about it."

"Lily, why _do_ you spend so much time with us Marauders?" His tone was serious.

"I…I don't know. The same reason I hang out with my other friends, I guess."

"But you used to hate us."

"Not anymore." Lily grinned. "Unbelievable as it may seem, I've actually started to like the Fearsome Foursome."

"Glad to hear it."

They walked on in silence for a bit. Lily was trying hard not to think about how close he was when he suddenly stopped. Lily froze a second later as she saw what had caused the halt: Mrs. Norris. The cat was sitting on the floor and staring right at them, her tail swishing back and forth. A hand grabbed Lily's arm and she almost jumped in fright; when she looked at James, he beckoned to her, and they began to back up slowly, step by step.

Lily's stomach chose that moment to announce its emptiness rather loudly. Mrs. Norris began to yowl.

"Run!" James hissed, pulling on Lily's arm, and they turned and ran back up the corridor. Lily cursed herself – and her stupid stomach – silently as they ran, wishing she had just stayed in bed.

James led her through several obscure passages, until Lily was completely lost. Finally, after they had been running for about ten minutes, James pulled her behind a statue and opened the Marauder's Map. Lily, breathing had, peered over his shoulder; Filch and Mrs. Norris were a floor below them.

"Off to the kitchens, then?" James asked casually, as if nothing had happened.

"I don't know," Lily said uncertainly. "That was close. Maybe we should just go back to bed."

"What, and have escaped Filch for nothing? Come on, we made it this far. Don't back out now."

"All right," Lily sighed. "Let's go."

They made it to the kitchens without further incident. Only a few house-elves were there, but they were eager as ever to bestow food upon their visitors. Lily and James sat before the fireplace, eating and chatting with the house-elves, until they were both tired and full. On the way back to their rooms, James kept looking at the Marauder's Map, trying to avoid encounters similar to the one earlier.

"I'm sorry," Lily whispered suddenly as they walked through the corridors.

"What for?" James asked, surprised.

"For…hating you. For calling you names and being cruel." Lily kept her eyes downcast, feeling ashamed.

"Oh." He paused, then said brightly, "Apology accepted."

"I'm really sorry," Lily repeated.

"Don't worry about it," James said firmly. "It's in the past. It doesn't m—"

"STUDENTS OUT OF BED! STUDENTS OUT OF BED ON THE FOURTH FLOOR!"

Lily and James both jumped as Peeves' voice echoed through the corridor. They froze as he zoomed around a corner, bellowing the alarm.

"I'll distract him," James whispered. "Meet me back in our dormitory."

"But James – " He ducked out from under the Cloak before she could finish, waving his arms and yelling at the poltergeist. "Hey, Peeves!" he called. "Over here!"

"STUDENT OUT OF BED!" Peeves screeched, following James as he began to run. Lily watched him go. "I don't know the way," she whispered into the suddenly empty corridor. James had the map, and she had no idea where she was. With a sigh, she began to walk, praying that she was going the right way.

* * *

She had been walking for twenty minutes, with no sign of James or the dormitory, when she suddenly heard a loud cackle.

"Come out, come out, wherever you are!" Peeves sneered. "I know you're here somewhere."

His voice was coming closer. Lily ducked into a niche in the wall nearby, not wanting Peeves to accidentally collide with her. Little did she know, the niche was already occupied.

"Lily?"

"James?" Sure enough, there he was, squinting through the darkness.

"Pass us the Cloak."

Lily lifted the Cloak and gave half to him, so they were both hidden. Peeves floated by, still calling out. They stayed silent until he was long gone, then James whispered, "Well, isn't this cozy?"

And it was, but not in the comfortable sense. James' back was pressed against one wall, and Lily's against the other. The top of her head reached only to his chin; there was bare millimeters between them.

Then Lily did the worst thing she could possibly do in such a situation: she looked up, right into his deep hazel eyes. Her breath caught in her throat; her heartbeat quickened and she was possessed with a sudden mad urge to close the distance between them, and press her lips to his…

His eyes seemed to burn into hers. Lily never wanted the moment to end; at the same time, she wanted to get out of there before she did something stupid. Her body was frozen by indecision, but the heat emanating from James seemed to draw her in. She leaned a fraction closer, and could've sworn he'd done the same…

Suddenly, James shoved himself away, out of the niche and out from under the Invisibility Cloak. Lily stared at him, feeling suddenly empty, and a deep red flush began to creep slowly up her cheeks.

"We'd better go," he muttered, staring at his feet.

"Uh, yeah…right. Do you – should you get back under the Cloak?"

"I guess so."

They made their way back to the dormitory in silence. Lily had never felt so miserable in her life. It was clear to her, now, that James no longer liked her as anything more than a friend; why else would he push himself away like he had? She felt ashamed, too. Ashamed of the way she had stared at him, like…like he was the sun, the moon and the stars all rolled into one. Like he was the best thing that had ever happened to her. Like she could never get enough of the sight of him.

When he said good night, he called her 'Evans'.

She cried herself to sleep.

* * *

For the next week, he avoided her. When she saw him at meals, he was always looking the other way. He went to bed the minute he retired to their dormitory, and was up before she got out of bed. She never saw him in the corridors, and suspected this was due to the use of a certain map. Lily found it depressing that he would try so hard to stay away from her, and she often found herself close to tears.

On Saturday, she went to his Quidditch match. She was alone; Andrea and Mary both had work to catch up on. Lily sat in the stands, alone amidst a crowd of students, and watched him.

"Haven't see you around much this last week," said a casual voice beside her. She turned, and smiled faintly as she saw Sirius.

"And the few times I have seen you, you've looked pretty damn miserable," he continued. "What's up, Lils?"

'Lils' was the nickname he had given her. She didn't mind it; it was far better than 'Evans'. In answer to his question, she shrugged.

"We're friends, aren't we?" he asked. "'Fess up. Has it got something to do with James? Did you two fight or something? 'Cause he's been moping around a lot too."

Lily sighed. "Yes, it's got something to do with James, and no, we didn't fight. It's kind of stupid."

"I won't laugh," he promised.

"I think…" She took a deep breath, and stared down at her feet. "I think I'm in love in him."

* * *

_I know this might seem rather abrupt, but the story is coming to its end - one chapter to go! _

_Thanks so much to everyone who's reviewed so far; your feedback is really appreciated. Keep reading and reviewing!!_

_DarkenedWaters_


	7. Confession

"_I think…" She took a deep breath, and stared down at her feet. "I think I'm in love in him."_

**Chapter Seven – Confession**

Sirius was silent for a moment, then he said cheerfully, "That's great! We knew you'd come around eventually! But what's the problem with that?"

"Well…I'm pretty sure _he _doesn't love _me_ anymore." Lily blinked away the tears that had formed in her eyes. The truth hurt.

"But you don't know for sure?"

Lily shook her head.

"I'll look into it," he promised. She looked up and smiled gratefully, saying, "Thank you. But please don't anything about me!"

"Lils, how can I ask him if he loves you if I'm not allowed to mention you?" Sirius raised an eyebrow.

"Just don't tell him that I…that I love him." It was hard to say, yet saying it felt so right.

Sirius grinned. "Not a word."

"Thanks," Lily replied with a smile. She turned her eyes back to the Quidditch match, in time to see James speeding along just above the ground, reaching out for the snitch. Then, suddenly, WHAM! He was tumbling forward off his broom and rolling onto the ground. The bludger that had smashed into the back of his shoulder zoomed off once more.

"James!" Lily cried. He wasn't moving, he was just lying there on the ground, with his broom hovering beside him…Why wasn't anybody doing anything?

"Did he get the snitch?" Sirius asked curiously, as though what he was seeing was commonplace.

"Who cares about the snitch? He's hurt!" Lily snapped, as someone finally conjured a stretcher to take him to the Hospital Wing.

"The Gryffindor Seeker has captured the snitch!" the commentator yelled. "Gryffindor wins!"

Lily didn't care. She hurried down from the stands through the crowds of people, reaching the Hospital Wing just as James was transferred from the stretcher to a bed. The rest of the Gryffindor Quidditch team surrounded the bed, talking about the match, and Lily hung back, feeling suddenly uncomfortable and out of place.

"Out! Out! Everybody out!" Madame Pomfrey ordered as she bustled in. She waved her hands at the team, and they all shuffled out. She hadn't seen Lily, so the girl stayed where she was, watching as Madame Pomfrey poured a liquid down James' throat. He coughed a little as Madame Pomfrey then returned to her office, muttering about the dangers of Quidditch.

When Lily was certain Madame Pomfrey wouldn't reappear anytime soon, she crossed to James' bedside. He was asleep; someone had placed his glasses on a small bedside table. Lily dragged over a chair and when she looked down, she saw that his right hand was still curled around the snitch, which was fluttering its wings half-heartedly in a useless attempt to escape. Not knowing why, Lily reached out and opened James' hand, and the snitch jumped into the air, hovered for a moment then proceeded to circle above their heads. Lily watched it, failing for several moments to notice that James' hand, to compensate for the missing snitch, had curled around her own. The feeling was not unpleasant, and she decided to leave her hand where it was.

"Lily…" James muttered suddenly, and Lily jumped. When she looked at his face, she saw that he wasn't awake; he was sleep-talking.

"Lily…no, don't…I can't…"

She stared at him. Things were just getting too complicated. He was talking in his sleep about her, for Merlin's sake! Frustrated, she tried to pull her hand away, but James' tightened.

"Lily…?" he murmured – but he was no longer sleep-talking. His eyelids fluttered open, and he stared at her. Unsure how well he could see without his glasses, she grabbed them and slid them over his nose.

"Thanks," he muttered, looking away. His eyes alighted on the snitch, which was still circling above them. "We won, then?" he asked.

"Yeah," Lily replied uncomfortably. She wanted to ask him about the sleep-talking, but at the same time she was reluctant to bring it up. Instead she said, "I have to go, uh, work on an assignment."

"Bye, then." James was staring at the roof, apparently unaware that he still held her hand tightly.

"James…" Lily said awkwardly, feeling more uncomfortable every second. "My hand."

He looked down, and to Lily's surprise, his face burned bright red. He snatched his hand back as if stung, and muttered, "Sorry."

"Bye." Lily hurried out of the Hospital Wing, unwanted tears welling up in her eyes for the thousandth time that week. She dashed them away with the back of her hand, and retreated to her dormitory where she could be alone.

* * *

She stayed up late, sitting in front of the fire and staring at the bright flames. James was spending the night in the Hospital Wing, which to Lily was a relief; she didn't think she could face him. The tension between them was almost painful, and she felt as though it was sucking her dry. She didn't know how long this could last. By the time she went to bed it was well past midnight, and she was tired enough for sleep to come mercifully quickly.

* * *

The next morning, she slept in well past ten. When she finally did get up, she received a shock: James was sitting in the couch, reading. He looked up when she entered, issued a polite, "Hello, Evans," then turned back to his book. Lily stared at him for a moment, feeling annoyed and confused and uncomfortable. She sat down at the other end of the couch, perched on the very edge, and said tentatively, "You're back soon."

He looked up at her and smiled briefly. "Well, Madame Pomfrey's good at what she does. Not that you'd know that, Evans." He continued to read.

Lily licked her lips nervously, and took a deep breath. "I like it better when you call me Lily," she said quietly, her whole body tight with nerves. If he rebuffed her, she didn't think she could face him again.

He looked up at her, but didn't say anything for a long moment. Lily's palms began to sweat, and she chewed her bottom lip. Suddenly he let out an explosive breath, and slammed the book shut. "I can't do this anymore!" he said, frustrated. "I'm sorry. I can't. I'm going to move back into my old dormitory."

"What? Why?" Lily asked in a small voice.

He stared at her, then got to his feet. "It was easier when you hated me," he said quietly. "It was bearable. I could control myself. But now, when you talk to me, and you smile at me, and you're always around…I can't stand it!"

"What are you talking about?" Lily asked, feeling confused and hurt. Was he saying that he hated her?

He took a deep breath and looked her straight in the eye. "I love you," he said firmly. "I've loved you since the first time I saw you, and I still do. I know you don't feel that way about me, though, and I have to stay away from you because I don't want to do something I might regret. I don't want to hurt you."

Lily stared at him, dumbstruck. Her heart was thudding loudly in her chest, and the whole world was spinning. He loved her…he loved her! She was suddenly swamped with an overwhelming desire to get up and dance, or hug him, or kiss him or all three, but her body was frozen in shock. He loved her!

"Bye," James said miserably, walking towards the door.

"Wait!" Lily cried, jumping to her feet. He couldn't leave, not now! He turned back to face her, his expression desolate.

"James, I…I love you, too," Lily said with a shy smile.

Now it was his turn to be stunned. "You do?" he said incredulously. "But…why didn't you say anything?"

Lily blushed. "By the time I realized it, I thought you didn't love me anymore," she admitted.

He shook his head. "As if I would ever stop loving you."

"I'm glad you didn't," she said softly.

"Well. Now that's sorted out…" He smiled, and stepped closer. Lily's heart began to thud loudly. He was a four paces away, three, two, one…He was as close as they had been on their way back to the dormitory after their visit to the kitchens. Lily breathed shakily as he slid off his glasses and put them in his pocket. She had never felt so nervous around a boy before, but this was different…This was _James_…

He leaned down slowly, pausing when their lips were a scant centimeter apart. Lily closed her eyes as he whispered, "I love you." Then he kissed her, and the world stopped. There was more fire in this kiss than she had ever felt before; it set her pulse racing and her blood rushing through her veins. It was tender and passionate and more than anything she had ever imagined.

Too soon, it was over. James pulled back, and whispered her name. His breath was just as shaky as her own.

"Lily," he breathed. "You don't know how long I've been waiting for this. For you."

"Too long," she whispered in reply, then reached up and pulled his face back down to hers. This kiss was longer, and slower, and deeper, but just as perfect. _Perfect._

He pulled back again. "Lily Evans," he whispered, taking one of her hands in both of his and dropping to one knee.

"James…" Lily began, suspicious.

"Don't interrupt. Lily Evans, I love you. I've loved for ages and I don't think I'll ever stop loving you." He paused and took a deep breath. Then he said, his eyes bright with hope: "Lily, will you go out with me?"

Lily laughed, pulled him to his feet and answered him with a kiss.

* * *

_The end! _

_I know it was short, but this is the first multi-chaptered fic I've ever posted, so I hope you liked it! Please review and let me know what I can improve on for next time._

_Thanks so much for reading, and to everyone who reviewed: you are awesome!!_

_DarkenedWaters_


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